


The Company We Keep

by maximumoverprice (nightbirdrises)



Series: Slow Change [2]
Category: Life Is Strange (Video Game)
Genre: Alternate Universe, Alternate Universe - Canon Divergence, F/F, Gen
Language: English
Status: In-Progress
Published: 2018-04-10
Updated: 2018-05-12
Packaged: 2019-04-21 03:21:01
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 3
Words: 14,576
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/14275830
Author URL: https://archiveofourown.org/users/nightbirdrises/pseuds/maximumoverprice
Summary: A weekend with Chloe Price doesn't end after detention. As the pristine walls of Blackwell tend to crumble under close examination, so too do the guises of some of its most celebrated students.





	1. Of Wine and Blue Lighters

**Author's Note:**

> this follows directly after [Ruckus](https://archiveofourown.org/works/14124978/chapters/32548656) and will probably be one of only a few installments that continues almost seamlessly on from a previous one. gotta set up those all-important foundations!
> 
> content notes: underage drinking; implications of drug dealing/use; one (1) shitty ex; will be edited if more comes up
> 
>  ---
> 
>  _disclaimer, please read:_  
>  relationships continue to be a complicated matter that will shift with the story - when doing character dynamic investigations I write almost stream-of-consciousness, which means I'm as much on a journey of discovery as you, the reader.
> 
> that said, some things are certain: amberprice occurred in the past (and in some ways lingers), pricefield is putting its scattered pieces together in the present, and the eventual goal of the entire series is to reach some form of amberpricefield. since all three have their role in this piece, they are all tagged.

After a day of ditching detention with Chloe and somehow getting away with it, Max Caulfield can sense the exhaustion dragging at her even as she is pulled along by Rachel Amber, up the stairs of the Prescott Dormitory. She stifles a yawn with her free hand.

“The night is still young,” Rachel says as soon as they’ve arrived at the girls’ dorms on the second floor. She turns on Max and Chloe and gestures to her room. “Join us, Max?" 

Max glances past Rachel to Dana’s room, where she can see light spilling out from the gap underneath the door. She remembers that Dana had wanted to talk to her earlier and the curiosity breaks through her exhaustion.

“Thanks, but I’m pretty tired,” Max says. “It’s been an eventful day.”

“Tell me about it,” Chloe says, giving her shoulder a squeeze. “You even wore me out.”

“Is that a surprise? You do smoke.”

“Oh, Max. It’s so nice to have you back and calling me out on my poor choices,” Chloe says with a side glance to Rachel, who covers her mouth as she laughs. “I’d sit back and let you cover them all but we’d be here for-fucking-ever.”

“Sorry,” Max says sheepishly. “You won’t have to worry about that anyway, I think I’m going to turn in early.” She would ask Chloe to join her, but whatever Dana is dealing with regarding her recent breakup seems like it demands a certain level of prudence, and she hasn't yet known this iteration of Chloe to be particularly tactful.

“Suit yourself, Caulfield,” Chloe says. She opens the door and bows slightly, motioning to Rachel. “Ladies first.”

“Uh-huh,” Rachel says. “In the absence of proper ladies, I guess I’ll take up your gallant offer. See you later, Max!”

Rachel gives Max a small wave and a wink before heading through the door. In the moment before Max turns to go down the hall, she sees a curiously soft blue glow and several posters on the walls within the room. She doesn’t linger to observe and merely gives Chloe a small smile as she turns away.

“See you, Long Max Silver.” Privately, Max’s smile grows wider.

It’s not that long of a hallway; she’s at Dana’s door in seconds and takes a deep breath before knocking twice. The door cracks open and Dana peers through.

“Oh, Max! How did your little adventure go?”

“Better than expected,” Max admits. “No one got in any extra trouble, so it worked out. Can I come in?”

“Of course.” Dana opens the door wider and pulls back to the bed, where it appears she has been reading Charles Dickens’ Great Expectations and taking notes. “Make yourself comfortable.”

Max settles onto the couch, looking around at the cheerleading memorabilia. Dana’s room is brightly colored and pleasant, even if it isn’t quite Max’s style. She has a TV against one wall and Max briefly imagines asking Dana if she could stop by just to watch movies in the future.

“So, ditching detention?” Dana says, marking her place in the book. “I didn’t peg you for the… well, Price type.”

“I didn’t exactly plan it,” Max says. “I didn’t even know Chloe still went to Blackwell until today.”

“She has been here longer than she should have been,” Dana says with a nod. “Honestly though, a lot of us have stuck around a little too long because of the two-year program. Here's hoping the college credits are worth it.”

“Yeah, but I doubt—“

“Oh, no, Chloe isn’t involved in that,” Dana says, smiling. “I’m impressed that she’s managed to stay in school with all the trouble she gets in. It probably has something to do with Rachel.”

“So I’ve heard,” Max says quietly.

“I remember when she finally came back to school after her dad’s accident,” Dana says, her smile dropping. “I’ve never known her that well, but anyone could tell she was messed up. No one really knew how to deal with her, least of all the teachers.”

Max almost tells her about leaving Chloe behind, but decides against it. She doesn’t need to implicate herself in Chloe’s trouble to everyone they know. It should stay between them – that is, far away from Victoria and the ever-inquisitive Juliet. Dana is one of the more reasonable members of the Vortex Club, but her circles run too close to the others for comfort.

Dana stares at her book for a moment. “The most time I’ve spent with her was during The Tempest back in our sophomore year.”

“Wait, you were there too?” Max leans in, keenly interested. “Chloe mentioned being in a play and I couldn’t believe it. She was serious?”

“She only filled in for one scene because Juliet was running late, but it was super memorable,” Dana says, a pleasantly reminiscent expression coming over her. “In a good way, I mean. She and Rachel killed it, like, instant chemistry.”

“Oh.” Dana raises an eyebrow at her thinly veiled envy and Max secretly hopes she has no plans to share her observations. “I wish there were pictures.”

“Someone must have pictures,” Dana says, frowning. She looks around the room. “I might even have some buried around here. I’ll have to get back to you on that.”

“No rush. Were there costumes involved?” Max asks, thinking back to when she used to play dress-up with Chloe in her dad’s old clothes. And, of course, the pirate gear.

“Yes, some pretty incredible ones actually,” Dana says. “We had a talented stage manager and designer on board. I remember Chloe did complain about hers but I think she was just nervous. She played Ariel as a sort of raven spirit,” she adds when Max gives her a questioning look.

Max tries to think back on reading The Tempest for school while she was in Seattle, but she can’t recall much about the characters. All she remembers is that it was dense and confusing… and there was a sorcerer?

“Like I said before, I don’t really know her,” Dana says, “but there was something very genuine about her performance. It was nice to see, but then of course she and Rachel ditched before the cast party so we couldn’t talk about it.”

“Where did they go?”

Dana shrugs. “No idea. They were very secretive about it. I try not to ask Chloe to share her secrets, I’d rather stay on her good side.”

“Good thinking,” Max says. In an effort to turn the conversation away from Chloe’s business, she adds, “How are _you_ , though, Dana? It sounded like you were pretty bummed earlier.”

Dana’s shoulders drop a little as she lets out a sigh. “It’s not that big a deal. I know I did the right thing, breaking up with Logan. He’s kind of reckless and a real asshole.”

“Sounds about right.”

“He was different around me, but I feel bad for ignoring all the stuff he gets up to on his own for those few weeks,” Dana says. “I knew about it too, but I brushed it off instead of confronting him.”

“Those conversations can be hard,” Max says. She shifts uncomfortably; this is not her area of expertise in the least, but she wants to help. “It’s not your fault.”

“Hm. Well, he keeps sending me these notes.” Dana points to a pile of post-it notes and torn sheets of notebook paper on her desk, all covered in messy scribbles. “Saying I was helping him become a better person.”

“Does it make a difference if that’s true or not?”

“I don’t know,” Dana says seriously. “That’s kind of my issue. What do you think?”

“I’m not sure I’m the right person to ask,” Max says. “I don’t really have much experience to speak from.”

“Experience doesn’t matter,” Dana says, waving a dismissive hand. “I feel like you _get_ people just by hanging out on the sidelines. You’re quiet, but you notice things, don’t you?”

“I think I might just be a little nosy.”

Dana’s smile returns. “Nothing wrong with that in moderation, in my opinion. So what do you think?”

Before Max can answer, the door bursts open as Chloe barges in and meets Dana’s eyes first, then Max’s. “’Going to bed,’ my ass.”

“Feel free to come in,” Dana says after the surprise wears off. “Max and I were just talking.”

“About Logan, right?” Chloe steps in and takes a seat next to Max, which leaves room in the doorway for Rachel to make herself known. She doesn’t say anything, though; she steps inside and closes the door behind her before leaning against it, brows furrowed in concern. “What did that dickhead do, huh? I was just telling Rachel about seeing you earlier when I remembered you wanted to talk.”

“If you want me to leave, just say the word,” Rachel adds. Dana shakes her head.

“No, it’ll be good to have more opinions. I was just telling Max that he’s been sending me those notes.” Chloe looks over in the direction that Dana indicates and reaches halfway, giving her a look. When she nods, Chloe takes the first note off the top and skims through it.

“’Dana, I’m sorry I’m such an asshole’ – he spelled asshole wrong – ‘I always tried to be better for you and I want to try again and be less of an asshole’ – he misspelled it a different way, that’s fucking incredible.” She narrows her eyes and glances up at Dana. “Are you having a moral crisis over this guy?”

“Maybe?” Dana pulls her legs up and crosses them, thinking. “I think I just need reassurance that I did the right thing by breaking it off. I knew what he was like the whole time but just let it go because he wasn’t like that to me. Except… never mind.”

“Except what?” Rachel asks, arms crossed but kind.

“I told Max he’s reckless. He forgot about condoms a few times,” Dana says. “I called him on it, of course, but—“

“No buts about it, Ward,” Chloe says aggressively. “That’s some bullshit. He had to go.”

“I have to agree with Chloe,” Rachel says. She walks to Chloe and takes the note from her, pulling a blue lighter from her pocket.

“Hey, did you take that from my room?” Chloe says, staring at the lighter.

“You let me borrow it, remember?”

“Hmph. Vaguely. I must have been high.”

“I’ll give it back after this,” Rachel assures her. She holds the note up, the lighter underneath it, as she turns to Dana. “Step one. May I?”

“Go for it,” Dana says after a moment. The lighter clicks and a flame begins to eat away at the paper. Chloe gets up to open a window as the blackened edges of the note crawl up, removing all trace of Logan’s handwriting. Max, looking around, finds a metal wastebasket underneath Dana’s desk and brings it out; Rachel drops the burning note in unceremoniously.

“His bullshit is his problem,” Rachel says. “Don’t make it yours, too.”

“That… makes sense,” Dana says, watching the smoke curl out of the wastebasket and towards the window, drawn by the cool winds outside. “Thanks, you guys.”

“It was nothing,” Chloe says, returning to her spot on the couch. “You did the right thing, but now you gotta seal the deal. You can use that lighter if you want.”

Dana takes the lighter when Rachel offers it, then gestures for the rest of the notes. Max picks them up, crosses the room to give them to her along with the wastebasket and says, “You’ll be okay?”

“I will,” Dana says with a new, relieved smile. She holds the next sheet of paper at arm’s length and lights it on fire, a hint of worry coming to her expression. Rachel leans over and whispers something to Chloe, then quietly slips out the door. “It feels good but you owe me if anything else in here catches fire.”

“We’re pretty experienced with fire,” Chloe says as she watches the flames intently. Her gaze follows them as Dana carefully drops the burning paper into the wastebasket with the other one. “Your spirit banners’ll be fine. Why’d you get into the cheerleading gig anyway?”

“Not a fan?”

“Just not a cheery person, I guess. I always wondered,” Chloe says, crossing her arms. “Might as well ask while I’m here.”

“I think I just enjoy the energy,” Dana says. She methodically sets papers alight, becoming more visibly comfortable with the fire’s proximity as she goes. “It’s rewarding to get people excited about something, and the feeling goes both ways.”

“And you can get excited about the football team?”

“Not having a reason to hate the school helps,” Dana says with a glance at the currently-scowling Chloe. “The people there want to see the Bigfoots win, so we help encourage the team.”

“I’ve been to a game. It’s just a bunch of sweaty guys in pads, hopped up on performance drugs and slamming into each other. I’ll give you one thing, though,” she says before Dana interrupts. “The cheerleaders were way more interesting and talented. Almost got _me_ cheering in the second half.”

“Well, thank you,” Dana says. She drops the last smoldering note and leans back on her hands with a bright smile. “That’s more of a compliment than I expected from you.”

Chloe shrugs and looks at Max. “I’m not totally miserable about everything. Just eighty percent or so.”

“What’s the other twenty?” Max asks, bumping her shoulder into Chloe’s. She catches a smirk as Chloe looks away.

“Guess you’ll have to use your powers of deduction, Super Max.” Just then, the door opens again to reveal Rachel with a half-full bottle of wine swinging from her hand.

“I knew I still had this lying around,” Rachel says, offering it to Dana. “To tossing out the trash?”

Dana takes the bottle and looks at the label. She grins and pops the cork out. “To tossing out the trash.”

“Fuck yeah, now it’s serious!” Chloe says, pumping her fist as Dana takes a swig. “That from your parents’ place, Rach?”

“Where else?” Rachel says lightly, sitting down next to Max. It’s a tighter fit with three of them now, their sides touching. Max eyes the wine warily.

“That means it’s hella good, even if I do prefer cheaper options,” Chloe says. She seems to notice Max’s discomfort and frowns. “Still not much of a drinker, huh?”

“That day we spilled wine in your house? That’s still the closest I’ve been to having a drink.”

“Damn, that was forever ago. The stain’s still there, of course,” Chloe says. She rolls her eyes. “Mom still gives me shit about it sometimes. But, hey, now’s your chance to make up for missing out.”

“I don’t know, Chloe.” Max remembers being around her friends in Seattle when they had been drinking. While nothing serious ever happened, she’s not sure she wants to lower her inhibitions like that. Maybe if it was just her and Chloe, but even then… “I think I’ll pass for now.”

“Alright, just holler if you change your mind.” Chloe reaches out when Dana hands the bottle over, taking a large gulp for herself. She puts an arm around Max when she passes it across to Rachel. “Are you regretting our reunion yet?”

“No way,” Max says, shaking her head. “It’s a weird thought, but I’m glad I was in detention today.”

“Me too.”

The conversation turns to the homework that Dana and Rachel have for a class they share as the wine slowly makes its rounds. Chloe makes herself comfortable, all the while keeping her arm around Max as they quietly take in the moments of wine-scented peace. Max nearly considers asking for a sip, just to satisfy her curiosity, but she decides to keep to her word – she suspects that it won’t be the last time she’ll be around alcohol if she keeps spending time with Chloe, anyway.

In any case, she feels herself relax as the others loosen up with the wine. The close quarters of the couch become almost comforting as Rachel, animatedly imitating a Blackwell drama teacher, occasionally brings her into the story by clasping her hands and making eye contact.

“My dear, what if I told you that the fate of the entire production rests upon your slender shoulders?” Max blinks, stunned by the passion in Rachel’s voice. Her talent for acting comes as no surprise, but it’s another thing to be involved with her game. Despite Max knowing nothing of the teacher in question, it feels like being let into a precious inside joke.

Chloe snorts with laughter, shattering the moment. “That sounds familiar.”

“It worked on _you_ ,” Rachel says, looking across Max at her. “He was your biggest fan after that night, I swear.”

“It didn’t work for shit, you know I only did it ‘cause you’re so damn hard to refuse.”

“Whatever happened to Keat’s love for you, anyway?” Dana says, now stretched across her bed and turned to face them. She seems unperturbed by Max’s situation of being entirely encompassed within the others, though Max swears she caught a twinkle in her eye when Rachel first grabbed for her hand. “He was ready to cast you in every production for the rest of time after you saved the day.”

“I don’t like having authority figures on my ass,” Chloe says. “He kept showing up in the halls trying to get me to audition for shit, so I left a very clear message on all the mirrors in the dressing room.”

“Poor Mr. Keaton. I bet that broke his heart.”

“That’s me,” Chloe says, “Chloe the Heartbreaker.” Her arm pulls away from Max as she leans forward, elbows on her knees. “Whatever, he left me alone after that. Didn’t even turn me in.”

“He doesn’t believe in giving out punishments,” Rachel says. “He says he deals with enough drama without it.”

Chloe takes a sip of wine in response and squints into the bottle. “I think it’s got about one left.” She starts to hand it to Rachel, who shakes her head.

“Dana can do the honors. Right?”

“Of course.” As Dana finishes off the wine, Chloe stands up and stretches her arms. One hand absentmindedly reaches back and ruffles Max’s hair, which was already mildly disheveled from swimming earlier.

“Hey!”

“Oops,” Chloe says unconvincingly. She grins down at Max, though her drooping eyelids betray her tiredness. “You know, I always like when you have shorter hair.”

“Thanks?” Max says, trying to read into Chloe’s expression for whatever she’s getting at.

“Don’t look at me like that, it’s a compliment.” She begins to shuffle towards the door, yawning along the way. “You’ve got a cute fucking face – does that sound more sincere?”

If nothing else, it _is_ more involved than anything Max feels like unpacking at the moment, so she lets it pass uncontested even as she avoids Chloe's tipsy gaze.

“Time to go already?” Rachel asks, though she says it as if expecting the answer:

“Rach, every good heartbreaker needs their sleep! C’mon!” Chloe’s voice follows her out as the door swings shut. “Got more hopes and dreams to crush tomorrow!”

Rachel laughs quietly and takes the empty bottle as she heads out as well, assuring Dana that she’ll dispose of it properly and covertly. She turns back to Max at the last moment and says, “See you tomorrow, right?”

“Right. We’re leaving at noon?”

“You got it, noon Price Standard Time. I’m guessing you know that conversion.”

Max smiles; Chloe’s sense of timeliness is unique, to say the least. “I’ll be ready.”

Rachel hovers in the door, a seemingly rare moment of indecision as disquiet comes across her features for a split-second. But then it’s gone and so is she, after a brief word of farewell.

Max starts to make her way out, unwilling to push Dana’s hospitality, but she’s stopped by a tap on her shoulder.

“Thanks for coming by,” Dana says, leaning down to give Max a hug. She also presses Chloe's lighter into Max's hand. “I had a feeling it would be good to talk to you.”

“It wasn’t just me,” Max says. She nods towards the door, adds, “They helped.”

“Sure, but it’s like they were drawn to you. Either way,” Dana says, cutting across Max’s confusion, “I’ve got your back if you need something. And, if you’re into it, you’re welcome to stop by the little Halloween party I’m putting together in a couple of weeks. I put flyers up on the bulletin boards.”

“Oh! Thank you, I’ll keep that in mind,” Max says, privately doubting that she’ll have the nerve to attend any parties.

“I’ll admit, I’m curious if there’s a party animal in there just waiting for the right moment,” Dana says with a wink. “But that’s my only ulterior motive.”

“We’ll have to wait and see,” Max says. She definitely doubts she’s any kind of party animal that Blackwell would recognize, but it seems easier to humor the idea for now. “Goodnight, Dana.”

“Goodnight, Max.”

The hall is dark and quiet when Max leaves, but slivers of light show that more than a few of her neighbors are still awake. She checks the time along the way to her room – it’s nearly eleven and a perfectly reasonable time to go to bed on a Saturday night, especially considering her plans for another day spent with Chloe and Rachel.

Victoria’s light is one of those on when Max instinctively glances across from her door; she shakes it off as inconsequential. It’s not like there’s class tomorrow. Max enters the familiar space of her room and takes a deep breath, looking over the photographs on the wall as she readies herself for bed. The blue lighter finds a temporary home on her nightstand as she makes a mental note to return it to Chloe.

While setting her alarm, Max remembers the messages from Warren that she still hasn’t answered. Looking over them, she feels bad for making him worry – he apparently didn’t know about her detention. She sends off a quick text reassuring him that she’s fine and that she was only serving time. A minute later, there’s the buzz of a response:

> **From** : Warren  
>  The Man strikes again! Good to know you weren’t eaten by cannibals.

> **From** : Warren  
>  Make sure you watch Cannibal Holocaust by the way

The last thing she does before turning out the lights is put up the two photos she had taken earlier. Chloe still has the third, the one with both of them from inside the administrative office. In the remaining two, Chloe is the only subject – quiet moments pulled from a rather loud life.

Max wonders what fourteen-year-old Chloe would say if she saw herself now. She’d probably think this blue-haired punk was cool as hell, but not part of her future. Max thinks she can see it now, though, the connection. It’s not just the hardships she’s endured – this _is_ Chloe Price, just with the dial turned up to eleven. It’s the adventurous Captain Bluebeard in modern punk fashion. It’s Dr. Chloenstein if what powers she had to work with were stolen keys and a force field of angry indifference.

Max smiles, turning out the lights as her phone’s screen flashes with a new message. Or, more accurately, two of them.

> **From:** Chloe  
>  this still your number?

> **From:** Chloe  
>  sleep tight mad max. don’t let the bed bastards bite

Such a message deserves a response, especially considering how long it's been since her last message to Chloe. A twinge of guilt passes through as Max hits send.

> **To** : Chloe  
>  They already exterminated all the bed bastards, didn't you hear? See you in the morning Captain Bluebeard ^^
> 
> **From** : Chloe  
>  yaaaarrrrr

Max soon drifts off to thoughts of pirates and treasure, strange chlorine-filled oceans and rum bottles overflowing with wine. And throughout it all, a bright blue butterfly.


	2. Of Sunlight and Unlikely Pairs

**Notes for the Chapter:**

> I've never in my life had so many she/her pronouns to juggle around in single scenes but I enjoy the game of "make it make sense" that comes with it.
> 
> no new content notes here, mostly just figuring out what the hell the Max/Rachel dynamic is (and I'm not sure I've figured it out just yet) but some tension is waiting to snap - and that's coming soon! shit happens sometimes when you tell a truth that someone doesn't want to hear.

Max’s morning shower, while a little too cold like always, offers welcome relief from the uncomfortable lingering effects of the pool’s chlorine. As her routine comes to a close and she's beginning to fantasize about how nice it would be to go back to sleep, Kate Marsh comes in with her things and beams at her.

“Good morning, Max,” she says cheerily. It’s enough to make Max smile despite her wish that she was still sleeping.

“Hey Kate,” she says. “You’re in a good mood.”

“It’s a nice day. The sun’s out and everything,” Kate says. “It’s something to be thankful for.”

“Is that all?” Max asks, taking note of the ease with which Kate seems to be moving about. While she’s not an unhappy person, she usually tends to be careful and deliberate – demonstrating a wariness of certain people at Blackwell Academy. By contrast, Kate currently looks more carefree than Max has seen her since they went out for tea off campus in September.

“I did get some great feedback on my last Life Drawing assignment,” Kate says, but she glances furtively around the room as she says it. After confirming that they’re alone, she adds, “And… I think I actually enjoyed talking with Victoria yesterday.”

“Seriously?” Max’s first instinct is to convince Kate to be careful around Victoria, but then she remembers: “I guess she did support you, totally unprompted, when you went to talk to David yesterday. Chloe and I couldn’t figure out why.”

“I don’t completely understand it either.” Kate stares down at the sink for a moment, deep in thought. “I hope you know that I’m not trying to be naïve about this.”

“I trust you,” Max says, and she does. “You’re better than most of us here.”

Kate laughs a little. “I appreciate that, Max, but I don’t think that’s true. There are a lot of good people here. Plenty of not-so-good ones too, but I try not to think about them too much.”

“And Victoria?”

“I don’t think she’s a bad person,” Kate says carefully. It's clear that she's been thinking about this for a while, probably ever since leaving the photography lab yesterday. “I’m not sure what it is that keeps her from being more friendly, and I’m not making excuses for the things she’s done, but…”

“What was it you saw her doing?” Max says, thinking back through yesterday’s conversations. “She said she went after some guy who was saying stuff about her friend?”

Kate nods. “She was pretty harsh, which I normally wouldn’t condone but, well, it obviously came from a place of caring. And I think he deserved it anyway, he was… rude.”

“And you’re sure you can’t give me any more details?” Max says, mostly kidding. She’d love to know more, but this is Kate. She wouldn’t just hand out secrets to anyone who asked, and Max wouldn’t have her any other way.

“That’s up to her, not me,” Kate says, but she smiles. “I think she respects that I haven’t told anyone. I get the sense that that’s not something she’s used to expecting from people.”

“This place _is_ kind of a rumor mill,” Max says. “I should just be glad that she's making an effort to be nice to you, at least. It’s about time.”

“She did apologize to me for the things she’s said, but I’m not sure how sincere it was. But—“ Kate cuts herself off, glancing at the door. Max hears some voices on the other side, muffled. Kate drops her voice and continues, “We’re going out for tea soon.”

“Victoria and _tea_?” Max tries and fails to keep the surprise out of her voice. “You agreed to this?”

“It was my idea. I asked her.” Kate turns to face Max head-on, and even she looks a little surprised at herself – but mostly she just appears pleased. “There were some things she didn’t want to say in the room yesterday so I suggested we go off-campus. I hope it’ll be an opportunity to get to know the real Victoria.”

“Victoria and tea,” Max repeats, trying to picture Victoria serenely having herbal tea in a painted ceramic mug instead of the usual thermos of coffee that’s almost as bitter as she is. If only she could be a fly on the wall for _that_ conversation. “Well, I hope you have a good time. Text me updates if you can?”

“Updates?”

“Not the details, just let me know if she uses this to be horrible to you. I’ll be with Chloe and she has her truck, we could do a rescue mission if needed.”

“I’ll keep that in mind,” Kate says; what little tension there was drops from her shoulders. “I’m not too worried but it’s good to know there are options.”

“Of course. Listen, I should—“

Max, about to say that she needs to go get ready for the day, pauses as the door opens and Rachel walks in. She’s naturally disheveled from sleep, though still more put-together than she has the right to be on a Sunday morning. A deep navy towel patterned with white stars lies slung over her shoulder.

“Oh, hey, I didn’t expect to run into you so soon, Max,” she says with a jovial wave. “Hi Kate, how are you?”

“I’m well, Rachel, thank you,” Kate says, giving Max a sideways glance and a smile. “Are you heading out with Max, too?”

“Yeah, she’s getting a little tour of a place that’s special to me and Chloe,” Rachel says. She winks at Max, who holds her things a little closer to her chest. Rachel's attention feels like the attention of ten people sometimes. “It’s a momentous occasion. Speaking of Chloe, she left early this morning.”

“Left?” Max says, frowning. “Is she okay?”

“I think so, she wrote a note,” Rachel says. “She said she had to ‘prepare some things’ and that she’d be back at noon. Very ambiguous.”

“It must be important. Or illegal.”

Rachel approaches Max and leans in conspiratorially. “Between you and me, I think she woke up early just to prove she could after we gave her shit about it.”

“Now _that_ sounds like Chloe,” Max says. “I guess we’ll find out later.”

“That we will.”

Max looks around for Kate, but quickly realizes that she got in the shower at some point. She hadn't even noticed her leave the conversation. Rachel touches Max’s shoulder to get her attention and smiles.

“I’m going to get my shower on. I’ll see you soon, alright?”

“Right. See you, Rachel,” Max says, backing up towards the door. She leaves just as Rachel slides the shower curtains shut with the usual piercing screech. Blackwell evidently has priorities other than dorm upkeep for its funding, if the showers are any indication. She considers the idea of petitioning the school to fix them, but the brief walk back to her room is punctuated almost immediately by an icy voice that overpowers her inner monologue.

“Look, Taylor, I can’t do this right now. I’m meeting a tutor to help me with my essay since Courtney’s out of town this weekend.”

“What a bitch.”

“Right?”

Max averts her eyes as she approaches, but at the peripheral she can just see the back of Taylor Christensen as well as Victoria looking out through her door. Max turns away to open her own door, hoping against hope that no comments come her way. Unfortunately, today is not her lucky day.

“Oh, look. It’s Max Pricefield.” Victoria pauses; Max can only assume she’s after a reaction. She doesn’t take the bait. “So who wears the awful secondhand pants between the two of you, anyway?”

“Max Caulfield and Chloe Price?” Taylor says with what must be an exaggerated amount of surprise. “In what universe?”

“Apparently, they’re old besties.” Max gets the door open and goes inside. As it shuts, she hears Victoria add, “But I just think Rachel’s guard dog finally found someone to boss around—“

Max groans and leans back against the door. So much for making friends at her new school; she’s made a few, but she has enemies too. It seems to be a side effect of being associated with the polarizing force that is Chloe, but of course Victoria has had an issue with her from day one. It might not be totally personal, though - apparently she has problems with everyone.

Getting dressed is a speedy affair – Max doesn’t care much about what she wears as long as she continues to avoid both public nudity and discomfort at all costs. After ensuring that the camera and film are safe in her bag, she sits on the bed and looks back over Warren’s messages. Thinking that she might as well burn off some time by talking to a friend, she initiates a call. It rings twice before Warren's voice comes through.

“Maxwell Silver Hammer!”

“Hey Warren. How’ve you been?”

“Better knowing I don’t have to file a missing persons report. Detention, really?”

“It’s a long story,” Max says. “Brooke was there too, I think you know that. And Victoria.”

“Damn, that’s a lot of people I wouldn’t expect to be in trouble like that. Weird week.”

“Yeah, well, I guess I attract trouble lately. Do you know Chloe Price?”

“The punk girl with the hair? Yeah, I see her around. We’ve had some of Ms. Grant’s classes together.” Max can’t tell Warren’s opinion from his voice alone, but knowing that they’ve shared classes is a good start. “I saw her looking at one of our flyers back when Brooke and I tried to start a sci-fi club.”

“Really?” So she’s still into science, even if she doesn’t show it as much or care about the Blackwell of it all. There’s something comforting about that knowledge.

“I only remember that ‘cause I thought it was weird. She barely came to any classes then. Not that she has a perfect record now, either.”

“Well, she was in detention with us too. I doubt you’re surprised.”

“It does seem like her calling.”

“We’re friends.” Max pulls back from the phone for a moment, then brings it back. If Victoria knows, everyone will know soon enough. “We used to be best friends.”

“No kidding? What’s her deepest, darkest secret?”

“That she’d probably kick your ass if she knew you were prying,” Max says dryly. Warren laughs but makes a sound of grudging acceptance.

“I don't doubt it. I won’t ask again.” Max stares up at the ceiling; it’s awfully plain compared to the rest of the room, but she can’t imagine what she could do about that. “Maybe with you here, we could start that club up for real! You could convince Chloe to get in on it with us.”

“I don’t know if Chloe and school clubs would mix,” Max says. “But Chloe and weird science might. It could be worth a shot.”

“I would doubt you, but one time I saw her make these fireballs in class and hold them in her hand,” Warren says, clearly a little impressed. “It takes know-how and research to do that, but Ms. Grant wasn’t into the concept of free-roaming fire.”

“In Chloe’s hands? I would have concerns, too,” Max says, imagining the chaos that could have ensued. Chloe would have been delighted if the school had just happened to burn down, of course. “Anyway, I still have your flash drive if you need it back. I haven’t watched much of it yet but, in my defense, there’s a lot there.”

“Keep it then,” Warren says. “If we do bring back the sci-fi club there are some important starters in there.”

“I’ll get to it when I can,” Max says. “Today I’m committed to going somewhere with Chloe and Rachel.”

“Hang on, you’re in cahoots with Rachel Amber too?” So Warren is another believer in the influence of Rachel. Max is uncertain how to respond to his amazement. Sure, Rachel Amber is an intriguing person with strong interpersonal skills, but she’s still just a person. Isn’t she? “I didn’t realize you were so connected. Do you have social superpowers?”

“I wish I had any superpowers. I could get more of my homework done on time if I did.”

“You know what they say, ‘be careful what you wish for,’” Warren says, and Max can imagine the air quotes. “But _I_ say you should always achieve your greatest potential.”

“Isn’t that what the thinking was in Jurassic Park? You know, before it all went haywire.”

“Good science has better back-up plans.”

“If you say so. I wouldn’t know.”

“I bet you could make a great scientist,” Warren says. Max, privately, shakes her head. “It doesn’t take much, just a good brain. You’ve got that.”

“Thanks Warren. I think I’ll stick to changing the world with my photography, though.”

“Well, if anyone can do that, it’s Max Caulfield.” Max closes her eyes and sighs to herself. He’s really laying it on thick today. She's not looking forward to the conversation she might have to have with him soon if his interest gets any more serious.

“How’s Brooke? Did she get back to you about your drive-in thing?”

“Oh, yeah! We’re going next weekend instead. I gotta tell you, it’s great having a car. She’s not much, but she gets where she needs to go.”

“I hope you guys have a good time,” Max says, breezing over the topic of the car. She’s seen it – _not much_ is a bit of an understatement, but Max would rather not come across as the judgmental type. At least, not over the phone. “Brooke was really looking forward to it.”

“Yeah, me too.”

As Max wonders whether she should ask if Warren thinks this is a date like Brooke seems to think, there are two knocks at her door. She perks up, confused.

“I better go, Warren, someone’s knocking on my door. I’ll talk to you later.”

“For sure. Tell me what you’ve already watched when you get a chance, okay? See you.”

Max leaves her phone on the bed as she goes to the door. On the other side is, unexpectedly, the fully collected and dazzling Rachel Amber.

“Don’t let me ruin your conversation,” she says. A moment of concern passes over her expression. “I wasn’t listening, I promise. Just heard you talking.”

“Oh, don’t worry about it. It’s just Warren.” Max opens the door wider to let Rachel in. She comes in slowly, looking all around. Her gaze lingers the longest on the photo wall.

“Science whiz kid, right?” she says absentmindedly as she gets a closer look at the wall. Max hangs back, feeling self-conscious.

“That’s the one.”

“I’ve seen you two hanging out together a few times. It seems like he has a thing for you.”

“It’s that obvious, huh?”

“Like a beacon.” Rachel turns back to Max and grins. “I wouldn’t worry too much about it. I doubt he’s the kind of guy to intentionally push the issue. Unintentionally, on the other hand…”

“He’s nice enough,” Max says, “but Brooke is way more into him than I could be. Plus, they’re both future scientists so it makes more sense.”

“I hope you’re not just holding out for something that makes sense,” Rachel says. “May I?”

She has her hand held up to one of the pictures of Chloe from yesterday. Max nods, though slowly. Rachel already had a good look at them yesterday, so why look again? But Rachel doesn’t look at the one she takes down, the one taken in this very room. She looks at Max instead, then holds the photo up in front of her, her eyes flicking between them as if tracing some invisible line that connects the two.

“This? Nonsensical, unless you know what to look for.”

Max blushes in spite of herself. “We’re not…”

“I know,” Rachel says, yet she says it with an odd offhandedness that isn’t lost on Max. “I mean in a broader sense. It's really just about companionship.”

She hangs the photo back up on the wall and makes her way around the rest of the room, stopping to observe Max’s posters, her cluttered desk, her pictures from the Space Needle and the Fremont Troll. A question occurs to Max, one that has been itching at the back of her mind since her first talk with Rachel yesterday.

“Why are you so interested in me and Chloe as a…” Max pauses, looking for the right words. “As 'companions?'”

“She talks about you a lot,” Rachel says, leaning up on the wall near Lisa. “Not like you think, I doubt she even notices she does it. When something reminds her of a memory, or she’s high and reminiscing about life, you’re always there somewhere.”

“And you’re…” Max doesn’t want to say jealous, because that would be absurd. Rachel has nothing to be jealous of in this room.

“Curious, more than anything.” Rachel smiles. “Maybe the Chloe of the past was different, but the one I know likes to keep her distance. There has to be something special about anyone she's been close with.”

“She said you two met and grew close within a few days,” Max says, raising an eyebrow. "That doesn't sound like she kept any distance."

“It's like I said.” Rachel notices the guitar and crouches down for a closer look. “These things don’t always make sense from the outside looking in. Then again, maybe I was just in the right place at the right time.”

“So, wait, you’re just interested because you’re curious?” Max knows the power of curiosity - it's gotten her in trouble before - but it's not enough to justify Rachel's keen interest.

Rachel stares at the guitar for a moment longer, then looks back up at Max. “I’m more than a little invested in Chloe’s happiness at this point. Guess who I think would be a good candidate for making her at least marginally happier?"

She stands and steps close, placing her hands on Max’s shoulders. Vaguely, Max notices for the first time that they’re about the same height – she had imagined Rachel taller for some reason. She gives Rachel a skeptical look. “She wasn’t so happy with me when she stormed off yesterday.”

“If I didn’t think you were worth each other’s time I wouldn’t bother. I’m not interested in wasting time.” She gives Max’s shoulder a pat and steps back. “I’ll put it this way: if a vital part of your body gets hurt, what do you do?”

“Go to the hospital?” Rachel nods and takes off the flannel she’s wearing, which leaves her with a well-worn screen printed tank top. Max watches apprehensively, having no way of knowing where Rachel’s going with her train of thought at any given moment. But then Rachel lifts her arm, showing Max a faded scar.

“Like an injury, you fix it. Then you move on.” Rachel hesitates, dropping her arm. Max gives her a questioning look. “That’s a long story, but Chloe’s the reason it didn’t have a worse ending. I think you two can have a better ending, too.”

There’s a long pause, then:

“I sound like a fucking couples counselor.”

Max can’t help it – she laughs at the slightly appalled look on Rachel’s face. “It gets the point across, so I’m okay with it.”

“Of course you are.” Rachel, after pulling her shirt back on, puts an arm around Max’s shoulders and turns them to face the photo wall. “You fit right in with Chloe’s sentimentalism. I love this wall, by the way.”

“Oh, thank you,” Max says. “I had the idea when I was getting ready to move back to Arcadia Bay. I had all these photos in a box and one of my friends in Seattle always said I should be confident enough to display them. The 'fake it 'til you make it' mentality.”

“Your friend makes a good point. You have every reason to be confident about these. However, I think there’s something missing here.”

“What?”

“A new friend. One who, if I may, is a real knockout in the looks department.” Rachel winks for good measure, and it’s so easy to see Chloe (or anyone, for that matter) being drawn to her. “The camera would love her.”

“Oh?” Max laughs, enjoying the levity of the moment. Rachel’s confidence, whether it’s an act or not, is rather infectious. It’s also admittedly flattering to be asked to photograph Rachel Amber. “Who’s this mystery person?”

“Just someone who’s been dying to be on the other side of that lens ever since she heard about the new photographer on the block,” Rachel says, coyly turning so she’s looking over her shoulder. “Someone who’s jealous that some punk got there first.”

“Okay, okay. In here?” Max says. Her demeanor turns serious as she examines the room for a frame that suits Rachel Amber. Outside the window, her eye catches the sun beaming through a thin veneer of clouds, scattering light and shadow across the grass. Rachel’s looking out the same window when she makes another suggestion.

“While I do love how very _Max_ it is in here, it’s a beautiful day. Come on, we’ll be able to see Chloe coming when she finally gets her ass back here.”

Max gives her a room a cursory glance for anything she might need, but the only thing she can think of is her camera. It tends to be the only thing besides her phone that demands constant attention; not having it yesterday had been more uncomfortable than she’d like to admit. At the last moment, however, she remembers Chloe's lighter and grabs it off the nightstand. She follows Rachel but nearly collides with her right in the doorway.

“Speaking of pairs that make no sense, look,” Rachel says in a low voice, taking one step back into the room to hide herself. Max peers out and looks down the hall, where she immediately spots Kate and Victoria talking quietly at the far door. Victoria has her arms crossed and seems tense, but Kate’s reassuring smile suggests that there’s no hostility.

Max pulls back before she’s spotted and has to tug Rachel with her as she silently closes the door. “Maybe we should give them a second.”

“Huh.” Rachel, for the first time, seems genuinely surprised. “Are they becoming a _thing_ , do you think?”

“I don’t know about that,” Max says, wondering how much she can tell. Some of what Kate told her is probably fair game, she decides. “Kate told me they’re just going to talk over tea. I think Victoria apologized for her behavior yesterday during detention?”

“And meant it?” Rachel ponders for a moment. “I hope this doesn’t backfire on Kate. She’s too sweet.”

“I think she can handle herself. After watching her lie to David for us yesterday, she’s getting every benefit of my doubt.”

“Hey, that’s pretty badass. Good for her.” Rachel opens the door just a crack and looks out. “Coast is clear.”

It’s surprisingly warm when they get outside, though a crisp autumn breeze passes through as a reminder that the seasons are still changing. The same breeze takes up Rachel’s hair as she spins into the sunlight with her arms open wide, grinning. Max, as covertly as she can so as to maintain the moment's candid essence, snaps a picture and tucks it away.

“Do you feel that?” Rachel says, beckoning Max to keep following as she makes her way towards the main campus.

“What?”

“That _energy_. Let’s go see where it takes us.”

It’s almost exactly the same thing Chloe said yesterday when she brought up the idea of sneaking into the pool. Max thinks she can feel it this time now that the impending worry of getting caught isn’t in the way. It’s a bright, crackling anticipation, the wonder of a day not yet fully discovered. It’s the ticking of the clock that signals the approach of an uncertain future, which waits for no one but shifts with the slightest deviation from the path ahead.

Max soon finds herself standing in front of the fountain that sits in the center of campus, the statue of school founder Jeremiah Blackwell as stiff and stuffy as always. Rachel stands on the bricks surrounding the water, for the moment taller than Max as she also contemplates the statue.

“Do _you_ think the future needs excellence, Max?” she says, unprompted. It makes more sense when Max looks around her at the worn-out metal plaque that makes such a claim.

“If it does, it’s asking a bit much.” Max pulls out her camera and takes a chance – she holds it up above her head to make up for the height, hoping that the shot is there when she takes it blindly. The sound makes Rachel look over her shoulder. “What do you think?”

“It’s bullshit.” Rachel hops down from the edge. “I don’t know what it needs, but I’m sure it’s not whatever that dead guy had in mind.”

Max looks at the photo once it comes into view and smiles, pleased that she pretty much got what she was going for: the plaque framed on two sides by Rachel’s head and shoulder, turned towards the camera just enough that the defiant skepticism can be made out in her expression, her earring a bold flourish of blue alongside so many reds. The framing could be better, but—

“You’ll get pulled right into that photo if you stare at it any more intensely,” Rachel says, teasing but interested. “Can I see?”

Max hands it over, absentmindedly biting the inside of her cheek as she watches for Rachel’s reaction. Showing Chloe her photographs is easy even now, given the knowledge that she had been a consistent source of support over so many years. This is different – Rachel as model, Rachel as artist both must have an idea of what she looks for in photography and Max doesn’t yet know if their sensibilities match up.

“This is great, Max,” she says, and Max feels an unnoticed weight lift up and away. “You really know how to work with these cameras.”

“Years of practice,” Max says with a shrug. As humble as she tries to be, though, she still can’t hide a smile. “Digital cameras are cool and everything, but I like the nostalgia of instant film.”

“I think I do, too,” Rachel says, handing the photo back. Max packs it carefully into an inside pocket of her bag. “People try to make their art too perfect sometimes.”

“I would have thought…” Max stops, worried that she might offend Rachel, who clearly notices her hesitation.

“Go on?”

“I mean, you’re just so well put-together,” Max says, avoiding Rachel’s gaze. She takes out the picture from earlier to see how it came out, the one from the moment they left the dorms. There’s some motion blurring but it works in this case, and the dappled light steals the show.

“Years of practice,” Rachel says smoothly. She flashes a wry smile before leaning over to see the other photo. “You get closer to the truth when you see someone’s imperfections. Maybe that’s why I like that you use instant film.”

Max doesn’t have time to dissect that before she’s given another photo opportunity as Rachel sits sideways on the fountain’s edge, leaning back on her hands. Her flannel slips off one shoulder and Max takes the shot, angled to get one of the surrounding trees in the background.

The following minutes are mostly quiet, just the sounds of the camera shutter and rustling leaves high above them. Rachel naturally adjusts her pose while Max finds the best angles she can. Not every photograph comes out the way she would like, but Rachel does seem to learn what works for her eye at a rapid pace. For Max, it’s less Los Angeles glamour and more about capturing a moment, a piece of someone as they are situated in a time and place. Or something like that.

Whatever it is, Rachel appears to get it within the first couple of photos. Her outward demeanor changes from an aspiring professional model getting her headshots done to just Rachel Amber, or at least a version of her tailored for Max’s camera. It’s hard to be sure where that line is between Rachel’s supposed truth and what she wants people to see.

That said, it might just be Max’s imagination but it feels like a veil fades away over time as she photographs Rachel. When Trevor’s runaway skateboard bumps into the fountain after he falls, Rachel grabs it and uses it as a prop until it’s retrieved – there’s some seriousness, but also a moment or two of unadulterated playfulness with the board that leaves them both giggling as the puzzled Trevor approaches.

“Can I get that back, or…” Rachel slides the skateboard back to him with a push from her foot.

“You should count yourself lucky. Your board’ll be in Max Caulfield’s esteemed early work when she’s famous in a few years.”

“Oh, no, I don’t—“

“Go with it, Max. Confidence is key.”

Trevor looks between the two of them and nods to Max. “I've seen you around. From Seattle, right?”

“Yes, but I grew up here,” Max says. She notices that he’s leaning heavily on his right leg. “Are you okay?”

“Yeah, yeah, that’s nothing,” Trevor says, waving it off. “You should’ve seen what happened to Justin this summer. Totally destroyed his wrist when his board caught a rock in the middle of a nose slide, but don’t tell him I told you that.”

“Our lips are sealed,” Rachel says sweetly. Trevor grins.

“Sweet." He starts to skate off, but stops and turns back. "Hey, if you see Dana, can you tell her I lost my email password? I’ll get back to her when I get a new one on Monday.”

“We will,” Rachel says, giving Max a significant look as Trevor skates away. “Dare I say there might be a new suitor making his move on Dana Ward?”

“Maybe they’re just talking about an assignment,” Max says, but she’s curious nonetheless. “It’s kind of sudden, isn’t it?”

“Sudden or not, Trevor’s a good guy. They’d be cute together.”

For a town that’s a lot smaller than Seattle, Arcadia Bay seems to move faster than Max remembers. Of course, it might just be the students of Blackwell, each of them navigating a path to some uncertain yet demanding future as best they can – constantly dodging and colliding with one other along the way. If Dana chooses to be involved with Trevor, far be it from Max to cast her doubts unasked.

A loud horn startles Max from her thoughts as Rachel steps back up onto the fountain, letting out a cheer when she looks towards the street from the higher vantage point.

“She’s here!” She leaps down and grabs Max’s hand, pulling her along before she even remembers that they had indeed been waiting for someone. “Come on!”

A dented, tarnished truck sits at the curb with a familiar face leaning out of the window, a wisp of smoke curling up from the lit cigarette that hangs from her mouth.

“See? I can be on time,” Chloe says as she opens the door and scoots back to the driver’s side. Rachel all but pushes Max into the middle; she bumps into Chloe by accident, who offers her a sympathetic look.

“That’s right C, you’re only…” Rachel checks her phone after she gets in and shuts the door. “Half an hour off this time.”

“No way, it’s—“ Chloe glares at her own phone, having just taken it out. She stuffs it back into her pocket. “Whatever. I’m here now. What were you doing up there?”

In answer, Max lets some of the photographs tumble out of her bag and into Chloe’s lap. Rachel leans over with her arm across Max’s shoulders, craning her neck to see them.

“Shit, you guys got right into it.” Chloe examines one more closely, the picture of Rachel dancing into the sunlight. “As usual, you’re hella good at this, Max.”

“We make a good team,” Rachel says near Max’s ear, soft and self-satisfied. “Better watch out, Price.”

“Yeah, right,” Chloe says with a scoff. “Max and I are fucking timeless. Isn’t that right?”

It’s a strange feeling, being literally and figuratively caught between two people whose personalities seem to overpower your own at every turn. Max instinctively shrinks within herself. Chloe’s eyes dart in her direction for a moment before returning to the pile of photos that she begins to gather up.

“We’re not gonna tear you apart,” Chloe says, quieter, as she tucks them back into Max’s bag. Rachel nods in agreement and pulls back to her side of the truck, leaving Max less physically overwhelmed. “We make jokes, but you have all the power here.”

“Meaning?”

“If you want to tell us to fuck off, just do it,” Chloe says, catching Max’s gaze. She says it like a dare, but it feels more like an offering – if she wants, Max can take a step back from… whatever this is. It’s tempting in some ways, but the promise of adventure and the revival of her friendship with Chloe are too good to pass up.

“I don’t want to do that,” Max says. She holds the eye contact as she grabs Chloe's lighter from her bag and holds it out in her palm, tipping her chin up. “But if there’s some weird friend competition going on, I’d rather be a player than the, um, football.”

“I don’t think sports references are your bag, Caulfield,” Chloe says, taking the lighter, “but point taken. Thanks.”

“Mhm. Three-ways are more fun, anyway,” Rachel adds, smirking when Chloe mumbles something under her breath and turns the key in the ignition. “Come again?”

“Three-way… your mom,” Chloe says haltingly, wincing at herself. “Fuck off, Rach.”

“Aw, you know better than that,” Rachel says as she laughs. She seems pleased to have unsettled Chloe, and Max has to admit that it’s fun to see her old best friend meet her match. Even if her own cheeks are burning at Rachel’s implication. “That’s far too complicated a situation to get yourself involved in.”

“You’re right,” Chloe says. The truck pulls away from the curb and drives off, quickly leaving Blackwell behind. Max is watching the school trail into the distance out the back window when she feels Chloe’s hand on her knee. “Guess I better stick to what I know, huh?”

“You two are sweet,” Rachel says. She rolls the window down and floats her hand on the wind that rushes past as Chloe lifts her hand away to grab and snuff out her cigarette in a red ashtray that sits haphazardly on the dashboard. An odd melancholy comes across Rachel, but she's watching the scenery go by and Max would prefer not to bother her. Whatever it is will hopefully make itself known before too long; there's been something on Rachel's mind for some time now.

The relative quiet gives Max a moment to look around the cab of the truck, which has been thoroughly claimed by Chloe’s graffiti and miscellaneous knickknacks. For instance, a small Elvis bobble head nods away next to the ashtray, and scrawled across the nearby glove compartment are the ominous words _YOU ARE ABOUT TO DIE_. Parts of the interior (and the exterior too, come to think of it) look newer than others, giving the truck a shoddy patchwork, or even low-grade steampunk, quality.

“Where’d you get this thing?” Max asks, turning slightly to confront the all-seeing eye drawn just underneath the back window. It stares back coldly. “It’s kind of a junker.”

“Damn right it is,” Chloe says. “You’ll see where I found her in a few minutes, actually.”

“This auto-genius over here fixed it up herself,” Rachel says. “It was just another hopelessly abandoned hunk of metal.” A sheepish smile breaks through Chloe’s passive expression.

“Come on, all it took was a little extra love. And my dad’s old tools.” She’s attempting to downplay it, but the obvious pride that Chloe takes in this truck is something Max hasn’t seen in years. Even before the ill-fated move to Seattle, she had already been losing some of her self-confidence to the freshman elites of Blackwell. If it takes an old truck to get some of it back, Max is all for it.

“And the graffiti?” Max gestures to the grim statement in front of her. Chloe shrugs.

“What? You never know,” she says. “Unless you have some power to know when and how we all die. Which, if you do, you better fucking tell me right now because that’d be cool as shit.”

“That sounds like a lot of pressure,” Max says with a frown, trying to imagine it. “I’d just want to save everyone. It’d be impossible to know and not do anything about it.”

“Ooh, and mess with fate?” Rachel clicks her tongue, still staring out the window. “Sounds risky. I’m into it.”

“Fate can bite my ass,” Chloe says, which effectively ends the conversation as the truck comes to a stop with an abrupt jolt. “Shit. Sorry, just fixed up the brakes.”

“Is this the place?” Max says, already knowing the answer. In front of them is a sprawling junkyard, complete with a dilapidated school bus and even a rusty old boat down the way. A train barrels past in the background, causing the entire place to rumble with its sheer force. One of the Pacific Northwest's picturesque forests surrounds the man-made clutter and debris. Chloe kicks her door open and jumps out.

“Welcome to American Rust,” she says, opening her arms wide. Max follows her gesture to a sign that's as rusty as the rest of it. “Our home away from hell.”


	3. Of Rust and Lasting Memories

**Notes for the Chapter:**

> we love ourselves some good old junkyard exploration - it's my favorite location in the game! it's also pricefield-heavy, which is always a good time.
> 
> this chapter was originally going to be longer, but then the second half grew so long that I had to split it up. you might guess what part's been giving me trouble when you hit my lovely little cliffhanger. gotta make sure I do everyone involved their due justice and I thought it might distract from the all of the nice stuff beforehand anyway.

The American Rust Salvage Yard is, if nothing else, impossible to fathom all at once.

It’s a junkyard like any other, full of corroding metal and other debris, but upon closer inspection it’s actually kind of fascinating. As with anything that has been discarded and left for long enough to begin the process of decay, there are unwritten stories in the patterns of wear and tear. That said, Max comes across some trashed syringes as she explores the area near Chloe’s truck and decides that some stories are best left alone.

“You’ll be out here for a week if you try to look at everything,” Chloe calls out. She’s been sitting up on the hood of the truck, watching Max with a strange mix of pride and nervousness. It’s not hard to tell when Chloe’s nervous – her hands don’t stop moving. “What do you think?”

“It’s a lot to take in,” Max says, “but I think it suits you.”

“Are you saying I fit in with a giant pile of trash out in the woods?” A good-natured grin spreads across her face. Rachel, who’s still in the passenger seat with the door open, rolls her eyes. She’s been uncharacteristically reserved since they arrived, fidgeting with her phone and only occasionally looking up.

“I’m saying one man’s trash is another pirate’s treasure,” Max retorts as she approaches Chloe and crosses her arms. “Your truck, for example.”

“Uh-huh. And _you_ treasure _me_ and all the awesome trashy excitement I’ve brought back to your life.”

“Nothing will ever be trashier than those boy bands we were into years ago,” Max says. “Remember?”

“I’ll have you know my music taste is way fucking better now,” Chloe says. “So is my taste in people.”

“Okay, you like maybe four or five people,” Rachel says, finally dropping to the ground with a soft _thump_. She shuts the door behind her and walks around to the front of the truck. “And that’s a generous estimate.”

“Yeah, and? Most people suck.” Chloe lies back on the hood with a content sigh. “That’s why we spend our time here, far away from the bullshit.”

Rachel glances at Max, a look of long-suffering fondness for their mutual connection, and nudges Chloe’s leg. “Hey, Miss Fuck-The-World. Am I giving this tour alone or what?” Chloe props herself up on her elbows and looks between the two of them.

“I guess not.” With an exaggerated grunt, she pushes herself off of the hood and puts her hand on Max’s shoulder, guiding her towards one of the several piles of junk. They step through a mess of scrap metal in front of the bus, being careful not to meet any sharp edges. “Do you remember the best hushpuppies in Arcadia Bay?”

“Yes?” Vague memories of a slightly run-down bayside seafood diner return to Max in bits and pieces.  It was no Two Whales, but she and Chloe had raced from their houses to the water’s edge on a number of occasions during the summers when they were kids. Chloe liked the crab cakes the most but always managed to sneak a hushpuppy or two away from Max.

“I hate to be the one to break it to you,” Chloe says, stopping in front of a familiar sign, “but check it out.”

The sign reads _Pacific Steve’s Famous Crab_ – and if this is here, it seems unlikely that the rest of it is still standing. It’s not that devastating, relatively speaking, but it’s another reminder of how much has changed even in a town that appears to stay the same.

“Rest in pieces, I guess,” Chloe says, and Max nods. Suddenly she’s being steered in another direction and she goes willingly. “Got more to see, though. Onward, ye scallywag!”

They press on past the bus and towards the train tracks. On their left, the junkyard begins to give way to the forest with a small clearing. Looking about, Max realizes too late that Rachel isn’t with them. Chloe is unconcerned, or perhaps just distracted. “Where did Rachel go?”

“Fuck if I know,” Chloe says, but she looks around anyway. “She’s probably just hanging at our hideout. We’ll get there soon.”

“Do you think she’s okay?” Max spots Chloe’s moment of indecision, like she’s not sure what to say. The truck keys jangle as Chloe fiddles with them at her belt loop.

“Her dad’s been all over her lately,” she says quietly. “Trying to make up for some stuff before she graduates or something. That’s probably it.”

Secrets upon secrets. “Just probably?”

“I trust her, Max,” Chloe says, with more of a razor’s edge. She seems to notice her tone and pulls back, shoving her hands into her pockets. “I get it if you’re all mixed up trying to figure her out. Been there.”

“I think it’s more like trying to figure the both of you out,” Max says. A small smile inches across Chloe’s lips as she relaxes.

“You know, it was fucking incredible the first time Rachel came over for dinner with Mom and David. You could tell step-shit desperately wanted a reason to hate her, but she was sickeningly polite the whole time. He barely said a thing.” Chloe grabs a wooden baseball bat off the trunk of a car and sends it spinning towards a balanced pyramid of glass bottles, toppling them.

“When you started at Blackwell you didn’t like the kind of people there,” Max says. She hopes Chloe understands what she means without her having to say it – she doesn’t want to straight-up accuse Rachel of being one of those ‘fake people’ because she doesn't think that's quite the case, but she does want to better understand the trust between a self-declared bastion of brutal honesty and a skilled performer of many roles. Judging by the look she gets, the point was taken, though not particularly well.

“Everybody lies, Max,” Chloe says, stepping forward to look into a shattered side view mirror. Max can see part of her fractured reflection looking back. “The difference is knowing who deserves the truth and who doesn’t. I told you how pissed I was because you deserve to know how shitty it was to be left alone like that.”

Max just nods, having no response. The fact that she’s here now, in the junkyard where Chloe and Rachel go to keep the rest of the world out, is proof enough that trust still remains between them. However strained that trust may be, there's something to be said for their enduring rapport.

“On the other hand, I don’t tell step-douche where I am every second of the day like he wants because he doesn’t deserve jack shit. All he needs to know is that his ex-military ass means nothing to me.”

“And Rachel?”

“Obviously, she’s a great actress.” Chloe turns back to Max and crosses her arms. “But we’ve been through enough to know that we have each other’s backs and then some. You know I wouldn’t get on stage in full costume and makeup for just anyone. It wasn't _just_ her stupidly attractive charm."

“Oh, about that, Dana said she might have pictures,” Max says, unable to help the grin as Chloe’s eyes widen.

“Maybe we should have let the fire do its thing in her room,” she says, but she shakes her head. “Anyway, point is, we deal with people differently and that’s… whatever. We just try not to give each other the same crap everyone else inevitably deserves.”

“I understand, I think.” Max is curious to know exactly what they've gone through to have forged such a sense of solidarity. She recalls the scar on Rachel's arm; the implications are unsettling. Chloe smiles with more energy, not noticing Max's sudden disquiet, and beckons for her to keep following as they wrap around the other end of the bus.

“That’s my Max,” she says earnestly. “Spend more time with us and you’ll really get it. Hey, look at this!”

An old, thoroughly demolished camera is all but shoved into Max’s arms. She examines it carefully as Chloe pokes around the nearby junk some more. “It’s nice, but definitely beyond repair.”

“Guess it doesn’t help I smashed the shit out of it more than once,” Chloe says, giving her a somewhat guilty look.

“It’s fine. Like I said before, that’s very poetic of you.” Max sets it gingerly on a mid-century dishwasher. “It probably had a good life.”

“Fuck,” Chloe mutters abruptly. She stands up straight from her crouched exploration and kicks a drooping cardboard box to a different position, hiding something behind it. “Stupid creepy doll.”

“Oh, that’s sad,” Max says, going over to peer at the item in question. “Poor thing.”

“You say that now,” Chloe says, now standing ten feet away. Max hides her amusement as best she can. “You’ll be the first one it brutally murders in the dead of night.”

“Why not throw it into the woods?” Max suggests once she gets her grin under control. She gets a stony look in response.

“That’s not _better_. At least here I have weapons to pick from.”

Chloe leads Max back towards the truck, where they break left to the other side of the junkyard. Here and there she points out seemingly mundane things that are familiar to her for some reason, like a porn magazine she once tried to plant on David and a football she and Rachel stole from a Bigfoots game.

“I caught that shit and just _ran_ ,” Chloe says, running up a small hill with the deflated ball in her arms. Max reaches her at the top and just barely catches an unexpected pass. “Rach said the refs didn’t know what to do, they were just staring. By the next game, they had the nets up way higher behind both goal posts.”

Max tosses the ball, which is currently more like a pancake, back to Chloe – who drop-kicks it towards the rest of the junkyard with moderate success as it flops through the air and falls just on the other side of the grounded boat.

“Some of the helmet heads tried to intimidate me into giving it back,” Chloe continues. “Apparently, it was the game winning ball for some important playoff match.”

“What did they do?”

“Got all up in my face, talking shit about how they’d kick my ass. I told them to try it.” She laughs, reveling in the memory. “They never did.”

“I’m glad they didn’t really do anything,” Max says, concerned. One of these days, that reckless attitude is going to get her in the wrong kind of trouble. Chances are, it already has - not that Chloe seems to care.

“I could’ve taken them,” Chloe says coolly. Max has seen through her guarded confidence before and recognizes a similar pattern here. That encounter had probably bothered her more than she wants to admit. “Help me find a way onto that boat.”

It takes them a moment to find a wood board large and sturdy enough to bridge the gap between the hill and the boat, but once it’s set up Chloe hurries across. Max follows behind, albeit more carefully. The perspective from up top feels oddly peaceful, as if the boat is simply idling in a sea of rust and metal. Some music, muffled, starts playing from the direction of a small building near the bow.

“I haven’t been up here in a while,” Chloe says, offering Max the one chair that sits up here. When the offer is taken, she situates herself on top of the table next to it with her legs crossed. “Climbing up all the time got tiring.”

 “You found an awesome pirate ship that isn’t just a swing set or a couch, and it got too tiring?” Max says, teasing, but Chloe looks off towards the tracks.

“The pirate stuff started reminding me too much of you.” She pulls the blue lighter from her pocket and ignites it, her free hand going to one of her other pockets. The small flame trembles in the wind as they watch it; that is, until Chloe releases the valve and it goes out as she leaves the new cigarette she'd grabbed on the table. “I had to stop living in the past at some point. But, hey, it turns out I’m pretty fucking shit at that.”

“How so?"

“Come on, Max.” Chloe leans forward, elbows on her knees, and gives Max a hard look at eye level. “If I really didn’t care anymore, seeing you again wouldn’t have been the whole… hurricane of bullshit it was. I learned it’s possible to be happy and furious at the same time, and it sucks.”

After a moment, her expression softens. Max keeps her gaze even as she remembers, fleetingly, the one thing they’ve never talked about – even before Seattle. It’s harder to disregard when they’re so close and there’s nothing to distract them other than the distant caw of a raven. There’s no way to tell if the bead of warmth in Max’s chest is even significant, or lasting, or reflected back in Chloe’s patchwork (low-grade steampunk) façade. For all she knows, it's just the buzz of being with her oldest friend again.

“Anyway, you’re not off the hook yet, Caulfield,” Chloe warns, “but I think I’m happier that you’re back than I am angry that you left. It’s been a hella kickass couple of days so far.”

Max smiles a little; that’s enough for now. “Good. I don’t think I’d like Arcadia Bay without Chloe Price.”

“Hey, given enough time we’ll still be the best pirates this sorry place has ever seen. We’ll leave the Bay in ruins when the time comes.” Chloe sits back up and looks out over the junkyard. “Just so you know, me and Rachel? We’re getting out of here as soon as we can.”

“Wait, seriously?”

“Assuming I don’t get screwed again, I’ll be officially released from Blackhell after this fall.” At Max opening her mouth to ask, Chloe adds, “It would have happened in the spring but my grades have been shit.”

“What about Rachel?”

“She’s a damn superstar.” Chloe rests her chin on her hand, thinking hard. “Let’s see… she applied for the two-year program as soon as they announced it. Technically it should have ended earlier this year but the school offered the chance to extend the program – especially after they didn’t get that uber-cool photography teacher the first time, which made certain rich assholes upset. She took it, so did some others like Victoria and Nathan.”

“Sounds complicated.” Max doesn’t have much of a leg to stand on when it comes to criticizing the program when she applied for it herself, but it does sound more convoluted now than it did on paper back in Seattle. The scholarship had just seemed like a good way to get some all-expenses-paid college credits while learning from an expert in her field, at least when the latter had still been on the table. And, she has to admit, just the idea of returning to Arcadia Bay had its own appeal.

“Yeah. The stupid program screwed up the normal four-year deal, but they just had to be ‘competitive’ and ‘invested in better preparing students for the future.’” Chloe’s nose wrinkles in contempt as she lets out a sharp breath. “More like they just wanted the extra money. Explains why they barely give out scholarships for it. Good thing you're so awesome at what you do.”

“So Rachel is graduating… next spring? Or this winter with you?” Max can hardly keep the timelines straight in her head.

“She tried to swing for the winter after she realized there was still no special teacher but it was a no-go. So it’s spring for her.” A thought picks Chloe’s head up from her hand. “And you, Maxster?”

“I’m in it for a longer haul,” Max says quietly. “My scholarship covers the whole program, but my parents somehow negotiated a few of my previous credits in so it’s more like a year and a half.”

“Next fall,” Chloe says, and Max nods. “Well, fuck.”

It’s the most convenient sort of karma – if Chloe leaves as soon as she and Rachel are out of school, it will mean leaving Max behind. Chloe Price, of all people, wouldn’t be obligated to keep in touch after Max didn’t do the same for her. And even if she does, it won't be the same.

“Don’t look like—“ Chloe tips Max’s chin up with her hand. “No sad puppy faces. Fuck that. There’s time to figure it out, alright? All the time in the world now you’re back and kicking it with us.”

“I guess so.”

Chloe grins, says, “That’s the spirit,” then takes Max entirely off guard by gently kissing her forehead.

Max's first thought is that Chloe is still way too good at surprising her, even with how long they’ve known each other. But as Max blinks, momentarily stunned, she does notice that Chloe can’t seem to maintain eye contact anymore. So maybe not a deliberate surprise as much as an impulse, which seems more likely. Max can’t decide if it makes any difference, but - if nothing else - it does help clarify her earlier uncertainty by a small margin.

“Hey! Earth to the Marines!”

Rachel’s voice gives them both a reason to scramble to the edge of the boat, deftly avoiding the delicate tension of things perpetually left unsaid that had started to grow.

“You’d never catch me at war,” Chloe calls out. Rachel, standing near the building that Max had noticed earlier, taps her fingers anxiously against her leg. “How dare—“

“Chloe,” Rachel says, cutting her off. “You know I love you and your politics, but we’re burning daylight. Come show Max our place.”

“Oh!” Chloe grabs Max’s hand as she hops down from the table, precariously leading her back over their makeshift bridge. “I almost forgot the best part.”

Chloe nearly has them jump down from the top of the small hill, but at Max’s insistence they wrap around the long (but safe) way by which they came. The music from before, something wistful but rock-adjacent, grows louder as they approach what amounts to a run-down grey brick shed. Some graffiti adorns the outside walls, much of it in familiar handwriting.

Rachel turns on her heel and walks in, inviting them to follow with a wave of her hand. Inside, Max’s initial impression is that it looks like a junkyard museum. Mismatched pieces have been arranged to create a relatively livable space among the chaos, complete with places to sit and tables for all the personal junk that belongs to Chloe and Rachel. A duffel bag of miscellaneous clothing sits open on the floor. Posters, a dart board, and a large tapestry depicting an elephant illustration cover some of the walls, though more graffiti is scrawled upon the rest. One such wall declares that _CHLOE WAS HERE_ and _RACHEL WAS HERE_.

Something else catches Max’s eye, however, and Chloe lights up when she notices her looking at it: a string of photographs hangs from the metal supports across the far wall, draped along the top edge of a window looking out to the railway and partly blocking a bit of graffiti claiming _LALALAND THIS WAY_. Max remembers just about every photo she’s ever taken on sight, and these are no different.

“No way,” she says. “You still have those?”

“I never took them down,” Chloe says, beaming. “Remembered late last night and went to get them from my room this morning.”

Max walks up to the wall to get a closer look; to her left, the hideout’s shadowy corner tells her _FUCK YOU. YES YOU!_ in what looks like Rachel’s handwriting, which is a bit rude. She ignores it and looks up at the photos, which are painfully amateur by her current standards – they’re some of the first ones she took when she decided that photography could be her calling. Chloe had insisted that they adventure all around the Bay one day, taking pictures of anything and everything, and most of those ended up on this string in her room.

“I figured if you’re gonna be chilling with us, there should be something of yours here,” Chloe says from behind, startling Max with how close she is; she hadn’t noticed that Chloe followed her. Chloe’s arm comes to rest on Max’s right shoulder as she leans on her. “You’ll have to earn your tag, though.”

“Are you planning to haze me?” Max says, looking sidelong at the graffiti in question. Chloe laughs.

“Who knows? You’re the first recruit we’ve ever had,” she says.

“You’re making yourselves sound like a cult.”

“If you mean I’m making us sound hella mysterious and cool, then yeah.”

Max rolls her eyes as she turns around, shrugging Chloe’s arm off her shoulder. She finds Rachel, facing the other way in a faded red car seat that looks like it was dragged in from one of the many wrecks outside, smoke twisting from a cigarette between her fingers. Her legs rest atop a small spool-shaped table in the center of all the makeshift benches and chairs. A bright red _WRONG WAY_ sign propped against the table catches Max’s attention, but she approaches anyway and sits on a bench across from Rachel, who glances up from her pensive state.

“You’ve seen it all now. So, what do you think of our junk cult?” Rachel asks. She leans forward and messes with a small radio on the table; the music changes to something more Max’s speed and she wonders if this particular station change is intentional. If so, either Rachel has more of a read on her than she thought or she’s just obvious in her tastes.

“I could get used to it,” Max says. Chloe gives her a thumbs-up from behind Rachel before walking around and taking a seat on the other bench, as spread out and casual as always. This is, unequivocally, her space for leisure. “This place has its own charm.”

“I agree. At first I thought it was a pile of trash, but turns out it was just the pile of trash we needed,” Rachel says, looking over at Chloe with a rueful smile. “You’re too persuasive for your own good.”

“Don’t hate just because you were crushing so hard you let it happen,” Chloe says with a raised eyebrow, and it’s the first Max has heard of _that_. Of course, it’s been clear that whatever’s between them is mutual, but for some reason she hadn’t considered that it wasn’t just Chloe’s sheer force of will that initiated their partnership.

“Mhm. What’s the weather like again?”

“It’s _nice_ ,” Chloe says pointedly, though a bit of pink comes to her cheeks. She glares off in another direction and crosses her arms. “You’ll never let me live that shit down. It was one time, I was sixteen and you were… you. Jackass.”

“Someone needs to keep you humble, Junkyard Queen.”

Max, left behind by their unexplained reminiscing, takes out her camera to clean the lens with a small cloth out of habit. She could do a photo series here, she thinks. The subjects are endless and the atmosphere is tranquil in a way she’s quickly coming to appreciate. It’s doubtful that Chloe and Rachel would have any qualms – if nothing else, they might have some good input since they've been junkyard’s most frequent visitors for however many years.

Another train rumbles past, so close now that it rattles the unfinished roof of wood and metal slabs above them. Chloe and Rachel are unfazed by the noise, pausing their conversation until it passes and then continuing as if there was no interruption. The end of Rachel's cigarette glows when she takes a drag; the smoke is released in uneven puffs as Chloe goes on about someone Max doesn't know.

“I gotta hand it to Frank: he hasn’t bothered us,” Chloe says. “He’s the only one who knows we’re here. He probably doesn’t even care.”

“No. He didn’t give a fuck,” Rachel says after a moment. Max looks up at the odd wording just as Chloe appears to notice it too, her eyes shifting from the window to Rachel’s newly avoidant demeanor and narrowing at her.

“Didn’t,” Chloe repeats. “As in, he cares now all of a sudden?”

“I don’t know. Maybe.” Hesitance and doubt look strange on Rachel Amber. Max suspects that she and Chloe are two of the only people to have encountered her with such unease, but Max also guesses that the breaking point of whatever’s been bothering her is near.

“When we talked yesterday,” Chloe says in a low voice, “you said you were going to tell me what the hell you’ve been up to. Does it have something to do with Frank?”

“I need you to listen to the whole story,” Rachel says firmly. Chloe leans back against the wall with a stiff nod and a hard set to her jaw. "You're not going to like it, but I swear it's not what it might sound like at first."

“Should I—“ Max starts, getting halfway out of her seat, but Rachel sharply interrupts.

“No, stay.” An undercurrent of desperation washes over her expression, a much gentler appeal beneath it all, but it’s not just Max’s call to make.

“Chloe?” Max glances to her left, looking for confirmation. Chloe doesn’t take her eyes off Rachel as the former takes a deep breath.

“Yeah, sure. Be a witness.” Chloe braces her arms behind her head as one leg jiggles impatiently. Her voice is passive and, if her icy countenance is any indication, under deliberate control. “Let’s hear it, Amber.”

**Author's Note:**

> feel free to comment or directly message me [here](http://sharkbaitin.tumblr.com/) if you have questions or concerns! 
> 
> suggestions for future installments of this series are also welcome if there's a loose end you're particularly interested in - interest is a great motivator!
> 
> edit: I recently made a LIS blog, it's still a work in progress but you can see it [here](http://arcadiafey.tumblr.com/)!


End file.
